The original "Ocean's Eleven" (and by original I mean the Clooney/Pitt remake and not the Rat Pack forefather) managed to deliver a confident and very clever heist movie, and one that was populated by a resoundingly colorful ensemble cast. The sequel to the remake, un-cleverly entitled "Ocean's Twelve," has an amiable attitude, several amusing set pieces...and a resoundingly colorful ensemble cast. After a while, this movie starts to feel like footage from Hollywood's most expensive backyard barbecue.

I think it's great that all the big stars of Ocean's Eleven love one another and had such a wonderful time making the film. You may think I'm being smug and sarcastic, but I believe that George Clooney, Matt Damon, Brad Pitt and the rest of the Ocean Gang are very, very likable. Charming and cocky and quirky, etc., etc. Very much so.

But that sort of character stuff is best used as icing on a cake of, well, plot. And the cake that represents Ocean's Twelve's plot... Well, let's just say this cake is about 78% icing.

So popular was Ocean's Eleven that filmmaker Steven Soderbergh immediately earned a ticket to Sequelsville. Through some bizarre stroke of fate he was able to get his entire gang of actors back...and (as they're so often heard to exclaim) the superstars worked cheap! So with the director and expansive cast ready for Part 2, the need for an actual screenplay arose. So someone at WB dusted off an unproduced script by George Nolfi (Timeline), retrofitted the heist shenanigans to fit the "Ocean" formula, flew the star-studded cast around the world, utilized Soderbergh's flair for quick, stylish work, and voila...an all-new mega-smash for the holiday season.

But there's a big airy draft in the middle of Ocean's Twelve where the meat of the movie should be, and I'm annoyed to announce that not even the new inclusions of Catherine Zeta-Jones and Bruce Willis can remedy the shoddy construction of this movie's meandering narrative. One suspects it must be pretty damn hard to juggle over a dozen characters while retaining continuity with the first installment...at the same time you're trying to tell a stand-alone story. All things considered, the fact that Ocean's Twelve is merely confusing, instead of entirely indecipherable, is somehow rather impressive.

And for all its charming whimsy, affable actors and gorgeous locations, Ocean's Twelve makes about as much sense as a two-hour episode of Hart to Hart. Suffice to say that the baddie from Part 1 (Andy Garcia, clearly enjoying his reptilian character) has tracked down every one of the thieves - and this guy wants his money back. From there we're ferried over a two-hour river of mini-heists, sudden setbacks, confusing contrivances, mawkish McGuffins and arcane plot devices that could also be accurately described as "screenwriter cheats".

But yes, the actors are all here and they're all quite adorable. Clooney and Pitt strike a wiseguy chemistry that's practically extinct in today's Hollywood. Julia Roberts has a seriously funny bit towards the end, one that's so surprisingly witty that one is willing to overlook how flimsy and obvious the sequence actually is. Catherine Zeta is, well, she's seriously, amazingly beautiful - which means she fits in quite well in a movie like this. Matt Damon, Elliot Gould, Casey Affleck, Scott Caan, Carl Reiner -- they all get their brief moments in the spotlight, but Twelve has a much more scattershot and episodic feel than did Eleven, which is nearly always the case when dealing with quick-draw sequel-making. But, to Soderbergh's credit, Ocean's Twelve manages to stick together just enough. One never gets the impression that this is just a slapdash, cash-in type of sequel - although it comes pretty close now and again.

How much you enjoy this movie will depend directly on how much you like the actors involved. Some will see an ultra-posh "aren't-we-adorable?" love-in with some of Hollywood's hottest stars; others will go along for the ride because everyone onscreen is just so damn cool. Consider me somewhere right in the middle.

You can only watch other people's vacation videos for so long, after all.

And can someone please tell me why Bernie Mac, the hidden jewel of Part 1, spends the entire sequel locked in a prison cell? Alone! Take the banter out of Bernie and what's the point?